STATEWIDE FINANCIAL CORP
8-K, 1997-07-30
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549



                                    FORM 8-K


                                 CURRENT REPORT




                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934



     Date of Report (Date of earliest event reported) July 22, 1997
                                                      -------------

                            Statewide Financial Corp.
                            -------------------------
             (Exact name of registrant as specified in its charter)


                New Jersey                0-26546            22-3397900
     --------------------------------   ------------   --------------------
     (State or other jurisdiction of    (Commission    (IRS Employer
          incorporation)                 File Number)   Identification No.)


           70 Sip Avenue, Jersey City, New Jersey             07306   
     --------------------------------------------      --------------------
      (Address of principal executive offices)              (Zip Code)



     Registrant's telephone number, including area code (201) 795-4000
                                                         -------------


     ==================================================================



     Item 1.   Changes in Control of Registrant.
               ---------------------------------
               Not Applicable.



     Item 2.   Acquisition or Disposition of Assets.
               -------------------------------------
               Not Applicable.



     Item 3.   Bankruptcy or Receivership.
               ---------------------------
               Not Applicable.



     Item 4.   Changes in Registrant's Certifying Accountant.
               ----------------------------------------------
               Not Applicable.



     Item 5.   Other Events.
               -------------
               The Registrant issued a press release dated Tuesday,
               July 22, 1997 announcing its second quarter earnings.


     Item 6.   Resignations of Registrant's Directors.
               ---------------------------------------
               Not Applicable.



     Item 7.   Exhibits and Financial Statements.
               ----------------------------------

               Exhibit No.              Description
               -----------              -----------

                  99                    The Registrant issued a press
                                        release dated Tuesday, July 22,
                                        1997 announcing its second
                                        quarter earnings.



     Item 8.   Change in fiscal year
               ---------------------
               Not Applicable.


                                   SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of
     1934, Statewide Financial Corp. has duly caused this report to be
     signed on its behalf by the undersigned thereunto duly authorized.


                                                  STATEWIDE FINANCIAL CORP.
                                                  -------------------------
                                                       (Registrant)


     Dated:    July 30, 1997                 By:  Bernard F. Lenihan
                                                  -------------------------
                                                  Senior Vice President and
                                                  Chief Financial Officer




                                  EXHIBIT INDEX
                                  -------------


                           CURRENT REPORT ON FORM 8-K
                           --------------------------



     Exhibit No.         Description                   
     -----------         -----------                   

     99                  The Registrant issued a press release dated  
                         Tuesday, July 22, 1997 announcing its second      
                         quarter earnings.




              Statewide Financial Corp. Reports 21% Increase
                    in Net Income for 2nd Quarter 1997
                                     
                                    
     Jersey City, N.J., July 22, 1997 --  Statewide Financial Corp.
     (Nasdaq: SFIN), the holding company for Statewide Savings Bank
     S.L.A., today reported net income increased 21% and net interest
     income rose nearly 16% for the second quarter which ended June
     30, 1997, as compared to the same period in 1996.  For the first
     two quarters of 1997, net income and net interest income each
     grew 18%, compared to the results for the six months which ended
     June 30, 1996.


     Net income for the second quarter of 1997 was $1,391,000, or
     $0.33 per share, compared to $1,154,000, or $0.24 per share, for
     the same quarter during 1996.  The second quarter figures also
     represent an increase over the first quarter of 1997 which had
     net income of $1,384,000, or $0.32 per share.  For the first six
     months of 1997, net income was $2,775,00, or $0.65 per share,
     compared to net income of $2,359,000, or $0.49 per share, for
     the same period in 1996.


     "These results represent solid growth, primarily due to our
     strong marketing initiatives and the significant progress we have
     made in commercial lending," stated Victor M. Richel, chairman,
     president and chief operating officer.  "In fact, because of the
     opportunity for continued commercial growth, we plan to add more
     loan officers and support staff during the remainder of the year."
     Richel also noted that "growth in interest-earning assets slowed
     during the second quarter of 1997 because declining interest rates
     left the commercial market as the only opportunity for investment."
     He noted that originations of commercial real estate mortgages and
     business loans continued at a strong pace, and that the average
     balance of these portfolios increased 15% during the quarter,
     mitigating principal amortization within the one- to four-family
     mortgage category.


     Richel also stated that the Company will conduct the second part
     of its previously announced 10% stock repurchase program.  In
     June of this year, the Office of Thrift Supervision granted
     Statewide permission to buy back an additional 5% of its
     outstanding stock.  The first 5% repurchase program was conducted
     in 1996 and early 1997.


     The Company's continued emphasis on originating quality commercial
     loans and mortgages, and consumer loans, coupled with growth in core
     deposits and reductions in higher costing certificates of deposit,
     resulted in higher interest rate margins for the quarter and for the
     six months ended June 30, 1997, as compared to comparable periods in
     the prior year. The net interest margin for the quarter ended June 30,
     1997 was 3.77% compared to 3.37% and 3.78% for the quarters ended June
     30, 1996, and March 31, 1997, respectively. For the six months ended
     June 30, 1997, the net interest margin was 3.77%, compared to 3.40%
     for the same period in the prior year.


     The Company's total assets were $673.2 million at June 30, 1997,
     compared to $677.4 million at March 31, 1997, and $636.0 million at
     December 31, 1996.  While period-ended balances declined $4.2 million
     between March 31, 1997 and June 30, 1997, the average balance of
     interest-earning assets increased $6.9 million, including $3.1 million
     more in the commercial real estate mortgages and commercial business
     loans portfolios, and $2.7 million more in the multi-family mortgage
     portfolio.  These increases represent second quarter growth of 15.2%
     and 32.7% in the respective portfolios, and are a result of continued
     emphasis toward origination of higher-yielding, quality loans.  The
     average balance of the residential one- to four-family mortgage
     portfolio decreased approximately $5.2 million, or 2.0%, due to
     principal amortization and prepayments.  However, the average balance
     of mortgage-backed and debt securities increased approximately $5.0
     million, or 1.6%, because the Company invested in mortgage-backed
     securities which provided better returns and durations than those
     which would have been provided by one- to four-family residential real
     estate mortgages if the Company had matched the aggressive pricing
     within its market areas.


     Assets at June 30, 1997, were $37.2 million more than those at
     December 31, 1996.  The principal component of this increase was
     growth in mortgage-backed securities during the first quarter of 1997.
     The Company sold securities in the third quarter of 1996 and, during
     1997, reinvested the proceeds of this sale into higher yielding
     securities.


     Deposits totaled $448.5 million at June 30, 1997, representing
     decreases of 2.2% and 1.9% from March 31, 1997 and December 31, 1996,
     respectively. They represent reductions in higher-costing certificates
     of deposit.  Lower-costing core deposits increased $1.1 million, or
     0.4%, from March 31, 1997, and $4.0 million, or 1.6%, from December
     31, 1996. "  As we continue to increase our core deposit base by
     attracting new customers through product development and by cross
     selling our products to existing customers, we find it unnecessary to
     match aggressively priced certificates of deposit offered by our
     competitors, especially when their rates exceed our alternate
     borrowing rates," Richel stated.


     Borrowed funds were $153.9 million at June 30, 1997.  Of this amount,
     $65.9 million mature within 60 days and an additional $28 million, at
     an interest rate of 5.54%, are callable at the lender's option within
     90 days, and quarterly thereafter for three years.  It is the
     intention of the Company to keep these borrowing maturities
     short-term, subject to prevailing market interest rates, at least into
     the fourth quarter of 1997.


     Borrowed funds at June 30, 1997 increased $3.7 million over the
     preceding quarter, in part to liquidate certificates of deposit for
     holders who sought rates higher than the Company's alternate borrowing
     rates.  The Company's strategy is to not match aggressive rates unless
     management believes that relationships with deposit holders who have
     other deposit or loan relationships are in jeopardy.  At June 30,
     1997, borrowed funds had increased $46.7 million over December 31,
     1996, supporting asset growth over the period as part of the Company's
     continuing strategy to leverage its excess capital.


     Shareholders' equity increased $2.5 million during the quarter to
     $65.5 million at June 30, 1997 from $63.0 million at March 31, 1997,
     but decreased $1.4 million from $66.9 million at December 31, 1996.
     The increase from the preceding quarter resulted primarily from net
     income of $1.4 million for the quarter and an increase of $2.2 million
     (net of tax) in the June 30, 1997 market value of the Company's
     investment portfolio over the March 31, 1997 valuation, partially
     offset by the repurchase of 62,227 shares of the Company's stock and
     declaration of a quarterly dividend. The decrease for the six-month
     period of 1997 resulted primarily from the repurchase of 234,727
     shares of the Company's stock, and the declaration of two dividends,
     partially offset by net income of $2.8 million and allocations of ESOP
     shares and other employee benefit plans during the period.


     The results of operations for the three and six months ended June 30,
     1997 reflect increases in net interest income, after provisions for
     loan losses of $0.8 million and $1.9 million, respectively, as
     compared to the same periods of the prior year.  The increases reflect
     growth in average interest-earning assets at higher yields offset by
     an increase in borrowing costs due to higher borrowing levels.  Net
     interest income, after provisions for loan losses, for the three
     months ended June 30, 1997 was essentially the same as the preceding
     quarter, with net interest margin decreasing one basis point to 3.77%
     for the second quarter, from 3.78% for the three months ended March
     31, 1997.


     This slight decrease results in part from costs to fund the Company's
     stock repurchases, partially offset by an higher average balance of
     non-interest bearing deposits during the second quarter.


     The increase in net interest income in the three- and six-month
     periods ended June 30, 1997, as compared to the same periods of the
     prior year, was partially offset by reductions of $0.1 million and
     $0.4 million in non-interest income, respectively, which resulted from
     unaccrued interest income being realized in the prior-year periods and
     no like events occurring in the current periods.  Excluding these
     on-recurring items, non-interest income increased $45,000, or 13%, and
     $110,000, or 17%, for the three- and six-month periods ended June 30,
     1997 as compared to the same periods of the preceding year.  These
     increases for the periods resulted primarily from higher mortgage late
     charges and deposit account fees, along with increased annuity fees in
     the second quarter of 1997.  These reasons also account for a $17,000
     increase in non-interest income for the three months ended June 30,
     1997 over the preceding quarter.


     Non-interest expense for the three and six months ended June 30, 1997
     totaled $4.3 million and $8.6 million respectively, as compared to
     $4.0 million and $7.9 million for the same periods of the prior year
     and $4.3 million for the three months ended March 31, 1997.  These
     year-over-year increases reflect staffing and support costs incurred
     to position the Company to achieve its marketing and operational
     objectives.  The expenses in the current-year periods fully reflect
     costs for the Company's Port Liberte branch which opened in October
     1996, and its Hoboken branch which opened in March 1996, whereas there
     is limited or no expense for these new offices in the prior-year
     periods.  In addition, the current-year periods fully reflect staffing
     costs for commercial and institutional loan officers and support hired
     subsequent to September 30, 1996.  These periods also reflect
     increased furniture, fixtures and equipment, data processing and other
     operational costs incurred primarily for the refurbishment of existing
     facilities and installation of a new operating system, which occurred
     during the third and fourth quarters of 1996.  The current-year
     periods also include costs for the Recognition and Retention Plans for
     Directors, Executive Officers and Employees adopted midway through
     1996.  Offsetting these expense increases were a lower assessment rate
     for deposit insurance and less real estate owned with lower related
     expenses.  These were incurred during both the three- and six-month
     periods ended June 30, 1997.


     Statewide Financial Corp., headquartered in Jersey City, is the
     holding company for Statewide Savings Bank S.L.A., which maintains 16
     branches in Hudson, Union, Bergen and Passaic counties. Statewide
     Savings Bank's deposits are insured by the Savings Association
     Insurance Fund (SAIF) of the Federal Deposit Insurance Corporation
     (FDIC).



     SELECTED FINANCIAL CONDITION DATA        June 30,    December 31,
     [dollars in thousands]                    1997          1996
     Total Assets                            $ 673,214    $ 636,042
     Loans, Net                              $ 327,871    $ 325,470
     Debt and Equity Securities              $  30,245    $   40,243
     Mortgage-backed Securities              $ 284,769    $ 240,974
     Other Real Estate Owned, Net            $     274    $     563
     Total Deposits                          $ 448,470    $ 457,056
     Borrowed Funds                          $ 153,900    $ 107,200
     Shareholders' Equity                    $  65,480    $  66,935
     Book Value per share                    $   13.90    $   13.63
                                                                      
     SELECTED OPERATING DATA       For the Three       For the Six
                                    Months Ended      Months Ended
                                      June 30,          June 30,
     [dollars in thousands]        1997     1996      1997    1996

     Interest Income             $12,690   $11,452  $25,177  $22,282
     Interest Expense              6,435     6,039   12,669   11,668
                                  ------    ------   ------   ------
     Net Interest Income           6,255     5,413   12,508   10,614
     Provision For Loan Losses       125       125      250      250
                                  ------    ------   ------   ------ 
     Net Interest Income After                                     
      Provision For Loan Losses    6,130     5,288   12,258   10,364
     Non-interest Income             390       514      763    1,180
     Foreclosed Real Estate                                        
      Expense, Net                     7        (5)      14       57
     Other Non-interest Expense    4,270     4,004    8,553    7,802
                                  ------    ------   ------   ------
     Income Before Income Taxes    2,243     1,803    4,454    3,685
     Income Taxes                    852       649    1,679    1,326
                                  ------    ------   ------   ------
     Net Income                  $ 1,391   $ 1,154  $ 2,775  $ 2,359
                                 =======   =======  =======  =======

     Earnings per share          $  0.33   $  0.24  $  0.65  $  0.49
                                 =======   =======  =======  =======

     Weighted Average Number of                                     
      Common Shares Outstanding                                     
      to Compute Earnings Per
      Share                   4,242,171  4,853,965 4,290,775 4,859,075


     SELECTED FINANCIAL             1997    1996      1997     1996
     RATIOS(1):
     Return on Average Assets        .82%    .70%      .82%     .74%
     Return on Average Capital      8.78%   6.79%     8.67%    6.74%
     Capital to Assets              9.73%   9.90%     9.73%    9.90%
     Net Interest Rate Spread (2)   3.33%   2.92%     3.33%    2.93%
     Net Interest Margin (3)        3.77%   3.37%     3.77%    3.40%
     Non-Interest Income to                                        
      Average Assets                 .23%    .31%      .23%     .37%
     Non-Interest Expense to                                       
      Average Assets                2.51%   2.43%     2.53%    2.46%
     Efficiency Ratio (4)          65.60%  70.99%    65.79%   71.32%
     Average Interest Earning                                      
      Assets to Average Interest
      Bearing Liabilities         111.10% 112.07%   111.27%  112.69%

                                                                     
                                               June 30,     Dec. 31,
     REGULATORY CAPITAL RATIOS:                  1997         1996

     Tangible Capital Ratio                      9.36%        9.41%
     Core Capital Ratio                          9.36%        9.41%
                                                         
     ASSET QUALITY RATIOS:                                
     Non-Performing Loans to Total Net Loans      .79%        .84%
     Non-Performing Loans to Total Assets         .39%        .43%
     Non-Performing Assets to Total Assets        .43%        .52%
     Allowance for Loan Losses to Non-
     Performing Loans                           105.65%      95.43%
     Allowance for Loan Losses to Total Net
     Loans                                         .84%        .80%
                                                         
     OTHER DATA
     Number of Deposit Accounts                  54,727      53,695
     Number of Offices                               16          16


     Notes to Selected Financial Ratios

     (1)  Ratios are annualized where appropriate.

     (2)  Interest-rate spread represents the difference between the
          weighted average yield on average interest-earning assets
          and the weighted average costs of average interest-bearing
          liabilities.

     (3)  Net interest margin represents interest income as a percent
          of average interest-earning assets.

     (4)  Total non-interest expense divided by the sum of net
          interest income after provision for loan losses, and
          recurring non-interest income.



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